Statement of Changes in Beneficial Ownership (4)
June 03 2019 - 6:08PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
ERGEN CHARLES W
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2. Issuer Name
and
Ticker or Trading Symbol
DISH Network CORP
[
DISH
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
__
X
__ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chairman
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(Last)
(First)
(Middle)
9601 S. MERIDIAN BLVD.
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3. Date of Earliest Transaction
(MM/DD/YYYY)
5/30/2019
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(Street)
ENGLEWOOD, CO 80112
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock
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1356070
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D
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Class A Common Stock
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19987
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I
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I
(1)
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Class A Common Stock
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235
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I
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I
(2)
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Class A Common Stock
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2426
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I
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I
(3)
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Class A Common Stock
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8955
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I
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I
(4)
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Class A Common Stock
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6465
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I
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I
(5)
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Class A Common Stock
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2167705
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I
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I
(6)
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Class A Common Stock
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67000
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I
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I
(7)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Class B Common Stock
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(8)
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5/30/2019
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G
(9)
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V
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15603739
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(8)
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(8)
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Class A Common Stock
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15603739
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$0
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0
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I
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I
(9)
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Class B Common Stock
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(8)
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5/30/2019
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G
(9)
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V
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15603739
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(8)
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(8)
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Class A Common Stock
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15603739
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$0
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31304708
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D
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Class B Common Stock
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(8)
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5/30/2019
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G
(10)
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V
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30000000
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(8)
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(8)
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Class A Common Stock
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30000000
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$0
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1304708
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D
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Class B Common Stock
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(8)
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5/30/2019
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G
(10)
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V
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30000000
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(8)
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(8)
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Class A Common Stock
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30000000
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$0
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30000000
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I
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I
(10)
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Class B Common Stock
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(8)
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(8)
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(8)
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Class A Common Stock
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50000000
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50000000
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I
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I
(11)
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Class B Common Stock
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(8)
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(8)
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(8)
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Class A Common Stock
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18572788
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18572788
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I
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I
(12)
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Class B Common Stock
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(8)
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(8)
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(8)
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Class A Common Stock
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10803337
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10803337
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I
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I
(13)
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Class B Common Stock
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(8)
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(8)
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(8)
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Class A Common Stock
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50000000
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50000000
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I
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I
(14)
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Class B Common Stock
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(8)
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(8)
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(8)
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Class A Common Stock
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13963755
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13963755
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I
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I
(15)
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Class B Common Stock
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(8)
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(8)
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(8)
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Class A Common Stock
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63790620
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63790620
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I
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I
(7)
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Explanation of Responses:
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(1)
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Held by Mr. Charles W. Ergen in a 401(k) account.
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(2)
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Held by Mrs. Cantey M. Ergen, Mr. Ergen's spouse.
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(3)
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Held by Mrs. Cantey M. Ergen in a 401(k) account.
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(4)
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The shares are owned beneficially by the reporting persons' child. The reporting persons disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein.
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(5)
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The shares are owned beneficially by a trust for which Mrs. Cantey M. Ergen holds a durable power of attorney for the beneficiary. The reporting persons disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein.
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(6)
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The shares are held by a charitable foundation. The reporting persons are officers of the charitable foundation and share voting and dispositive power for the foundation. The reporting persons disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein.
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(7)
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The shares are held by Telluray Holdings, LLC ("Telluray Holdings"). Mr. Ergen and Mrs. Ergen are the managers of Telluray Holdings. Mrs. Ergen, as a manager of Tellurary Holdings, has sole voting power over the Class A shares and Class B shares held by Telluray Holdings, and Mr. Ergen and Mrs. Ergen, as the managers of Telluray Holdings, share dispositive power over the Class A shares and Class B shares held by Telluray Holdings. The reporting persons disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein.
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(8)
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The holders of Class B shares may elect to convert any or all of their Class B shares into an equal number of Class A shares at any time for no additional consideration.
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(9)
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Pursuant to the terms of the Ergen Three-Year 2017 DISH GRAT, 15,603,739 Class B shares were distributed as an annuity to Mr. Ergen on May 30, 2019. Following this distribution, the Ergen Three-Year 2017 DISH GRAT expired in accordance with its terms.
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(10)
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On May 30, 2019, Charles W. Ergen established the Ergen Two-Year 2019 DISH GRAT II and contributed 30,000,000 Class B shares, resulting in the transfer of a total of 30,000,000 Class B shares. Mrs. Cantey M. Ergen serves as the trustee of such GRAT.
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(11)
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The Ergen Two-Year May 2019 DISH GRAT holds 50,000,000 Class B shares and is scheduled to expire in accordance with its terms on May 20, 2021. Mrs. Cantey M. Ergen serves as the trustee of such GRAT.
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(12)
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The Ergen Two-Year May 2018 DISH GRAT holds 18,572,788 Class B shares and is scheduled to expire in accordance with its terms on May 9, 2020. Mrs. Cantey M. Ergen serves as the trustee of such GRAT.
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(13)
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The Ergen Two-Year 2017 DISH GRAT holds 10,803,337 Class B shares and is scheduled to expire in accordance with its terms on November 30, 2019. Mrs. Cantey M. Ergen serves as the trustee of such GRAT.
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(14)
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The Ergen Two-Year November 2018 DISH GRAT holds 50,000,000 Class B shares and is scheduled to expire in accordance with its terms on November 30, 2020. Mrs. Cantey M. Ergen serves as the trustee of such GRAT.
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(15)
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The Ergen Two-Year March 2018 DISH GRAT holds 13,963,755 Class B shares and is scheduled to expire in accordance with its terms on March 9, 2020. Mrs. Cantey M. Ergen serves as the trustee of such GRAT.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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ERGEN CHARLES W
9601 S. MERIDIAN BLVD.
ENGLEWOOD, CO 80112
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X
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X
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Chairman
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ERGEN CANTEY
9601 S. MERIDIAN BLVD.
ENGLEWOOD, CO 80112
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X
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X
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Signatures
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/s/ Charles W. Ergen, by Brandon Ehrhart, his Attorney in Fact
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6/3/2019
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**
Signature of Reporting Person
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Date
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/s/ Cantey M. Ergen, by Brandon Ehrhart, her Attorney in Fact
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6/3/2019
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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